EXHIBIT 24.10
                                POWER OF ATTORNEY


The  undersigned,  as a director  of Public  Service  Company of  Oklahoma  (the
"Company"),  hereby  makes,  constitutes  and appoints T. D.  Churchwell  and R.
Russell Davis, and each of them severally, his true and lawful attorneys-in-fact
and agents,  each with full power and  authority  (acting  alone and without the
others) to execute in the name and on behalf of the undersigned,  in any and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 21st
day of January, 1997.


                                                     E. R. Brooks
                                                     Director




Subscribed and sworn to before me this 21st day of January, 1997 by E. R.
Brooks.


                                                     Lina P. Holm
                                                     Notary Public


My Commission Expires:
January 28, 1999



<PAGE>


EXHIBIT 24.10
                                POWER OF ATTORNEY


The  undersigned,  as a director  of Public  Service  Company of  Oklahoma  (the
"Company"),  hereby  makes,  constitutes  and appoints T. D.  Churchwell  and R.
Russell Davis, and each of them severally, his true and lawful attorneys-in-fact
and agents,  each with full power and  authority  (acting  alone and without the
others) to execute in the name and on behalf of the undersigned,  in any and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 21st
day of January, 1997.

                                                     Harry A. Clarke
                                                     Director




Subscribed and sworn to before me this 21st day of January, 1997 by Harry A.
Clarke.


                                                     Lina P. Holm
                                                     Notary Public


My Commission Expires:
January 28, 1999


<PAGE>


EXHIBIT 24.10
                                POWER OF ATTORNEY


The  undersigned,  as a director  of Public  Service  Company of  Oklahoma  (the
"Company"),  hereby  makes,  constitutes  and appoints T. D.  Churchwell  and R.
Russell Davis, and each of them severally, his true and lawful attorneys-in-fact
and agents,  each with full power and  authority  (acting  alone and without the
others) to execute in the name and on behalf of the undersigned,  in any and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 21st
day of January, 1997.


                                                     Glenn Files
                                                     Director




Subscribed and sworn to before me this 21st day of January, 1997 by Glenn Files.


                                                     Lina P. Holm
                                                     Notary Public


My Commission Expires:
January 28, 1999


<PAGE>



EXHIBIT 24.10
                                POWER OF ATTORNEY


The  undersigned,  as a director  of Public  Service  Company of  Oklahoma  (the
"Company"),  hereby  makes,  constitutes  and appoints T. D.  Churchwell  and R.
Russell Davis, and each of them severally, his true and lawful attorneys-in-fact
and agents,  each with full power and  authority  (acting  alone and without the
others) to execute in the name and on behalf of the undersigned,  in any and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 21st
day of January, 1997.


                                                     Paul K. Lackey, Jr.
                                                     Director




Subscribed and sworn to before me this 21st day of January, 1997 by Paul K.
Lackey, Jr.


                                                     Lina P. Holm
                                                     Notary Public


My Commission Expires:
January 28, 1999


<PAGE>



EXHIBIT 24.10
                                POWER OF ATTORNEY


The  undersigned,  as a director  of Public  Service  Company of  Oklahoma  (the
"Company"),  hereby  makes,  constitutes  and appoints T. D.  Churchwell  and R.
Russell Davis, and each of them severally, his true and lawful attorneys-in-fact
and agents,  each with full power and  authority  (acting  alone and without the
others) to execute in the name and on behalf of the undersigned,  in any and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 28th
day of January, 1997.


                                                     Paula Marshall-Chapman
                                                     Director




Subscribed  and  sworn to  before  me this  28th day of  January,  1997 by Paula
Marshall-Chapman.


                                                     Barbara Masterson
                                                     Notary Public


My Commission Expires:
March 4, 1998


<PAGE>



EXHIBIT 24.10
                                POWER OF ATTORNEY


The  undersigned,  as a director  of Public  Service  Company of  Oklahoma  (the
"Company"),  hereby  makes,  constitutes  and appoints T. D.  Churchwell  and R.
Russell Davis, and each of them severally, his true and lawful attorneys-in-fact
and agents,  each with full power and  authority  (acting  alone and without the
others) to execute in the name and on behalf of the undersigned,  in any and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 21st
day of January, 1997.


                                                     William R. McKamey
                                                     Director




Subscribed  and sworn to before me this 21st day of January,  1997 by William R.
McKamey.


                                                     Lina P. Holm
                                                     Notary Public


My Commission Expires:
January 28, 1999





<PAGE>



EXHIBIT 24.10
                                POWER OF ATTORNEY


The  undersigned,  as a director  of Public  Service  Company of  Oklahoma  (the
"Company"),  hereby  makes,  constitutes  and appoints T. D.  Churchwell  and R.
Russell Davis, and each of them severally, his true and lawful attorneys-in-fact
and agents,  each with full power and  authority  (acting  alone and without the
others) to execute in the name and on behalf of the undersigned,  in any and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 21st
day of January, 1997.


                                                     Robert B. Taylor, Jr.
                                                     Director




Subscribed and sworn to before me this 21st day of January, 1997 by Robert B.
Taylor, Jr.


                                                     Lina P. Holm
                                                     Notary Public


My Commission Expires:
January 28, 1999